RESOURCES & ENERGY GROUP LIMITED — Director's Dealing 2008

Mar 5, 2008

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001.

Name of entity: Real Brand Holdings Limited

ABN : 12 110 005 822

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Mr Richard Jonathan Poole
Date of last notice	16 March 2005

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Note: In the case of a company, interests which come within paragraph (i) of the definition of “notifiable interest of a director” should be disclosed in this part.

Direct or indirect interest	Indirect Interest
Nature of indirect interest(including registered holder)Note: Provide details of the circumstances giving rise to the relevantinterest.	ArthurPhillipNomineesPtyLtd<Amanda Poole> – Spouse of RichardPooleHaxby Pty Limited<The Poole Super FundA/C>
Date of change	21 December 2007
No. of securities held prior to change	INDIRECTOrdinary : 1,490,000Options:2,500,000issuedfornilconsideration with an exercise price of $0.25per share and an expiry date of 1 December2008
Class	Ordinary shares
Number acquired	INDIRECT6,653,000 Ordinary shares
Number disposed	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 1

11/3/2002

Appendix 3Y Change of Director’s Interest Notice

ValuNote:valuati	ValuNote:valuati
	ValuNote:valuati	e/ConsiderationIf consideration is noon	n-cash, provide details an	d estimated	IND	IRECT6120
					$26
						,
	No.	of securities held	after change		INDOrdOptconper200	IRECTinary : 8,143,000ions:2,500,00sideration with anshare and an exp8	0issuedfoexercise price oiry date of 1 De	rnilf $0.25cember
	Nature of changeExample: on-market trade, off-market trade, exercise of options, issue ofsecurities under dividend reinvestment plan, participation in buy-back				Shortfall placement on a non renounceablerights issue that closed on 10.12.07

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Note: In the case of a company, interests which come within paragraph (idisclosed in this part.	Note: In the case of a company, interests which come within paragraph (idisclosed in this part.	Note: In the case of a company, interests which come within paragraph (idisclosed in this part.	i) of the definition of “notifiable interest of a director” should be	i) of the definition of “notifiable interest of a director” should be	i) of the definition of “notifiable interest of a director” should be
Detail of contractN/ANature of interestN/A
	Detail of contract	N/A
	Nature of interest	N/A
	Name of registered holder(if issued securities)	N/A
	Date of change	N/A
	No. and class of securities towhich interest related prior tochange	N/A
	Note: Details are only required for a contract in relationto which the interest has changed
	Interest acquired	N/A
	I i	N/A
	nterest dsposed
	Value/ConsiderationNote: If consideration is non-cash provide details and	N/A
	,an estimated valuation
	Interest after change	N/A

• See chapter 19 for defined terms.

Appendix 3Y Page 2

11/3/2002